THIS ANNOUNCEMENT (INCLUDING THE APPENDIX) (TOGETHER, THE "ANNOUNCEMENT") AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
15 November 2019
Bilby Plc
("Bilby" or the "Company")
Result of Fundraise
Bilby plc (AIM: BILB) ("Bilby" or the "Company"), a leading gas heating, electrical and building services provider, is pleased to announce the completion of the fundraise announced yesterday. The Company has conditionally raised an aggregate sum of approximately £2.0 million by way of a placing (the "Placing") and a subscription (the "Subscription") of 18,181,818 new Ordinary Shares in the Company (the "New Shares"), at a price of 11 pence per share (the "Issue Price"), (the Placing and the Subscription, together the "Fundraise").
The New Shares were offered by way of an accelerated bookbuild. Canaccord Genuity Limited ("Canaccord Genuity") acted as Nominated Adviser, sole bookrunner and sole broker in relation to the Placing.
Application has been made for Admission of the New Shares and it is expected that Admission will become effective and that dealings in the New Shares will commence at 8.00 a.m. on 20 November 2019. The New Shares will rank pari passu in all respects with the existing Ordinary Shares of the Company.
The total number of New Shares to be issued represents approximately 44.85 per cent. of the Company's existing share capital and approximately 30.96 per cent. of the Enlarged Share Capital. The Issue Price represents a discount of approximately 52 per cent. to the closing mid-price of 23 pence on 14 November 2019, being the last business day immediately prior to the announcement of the Fundraise.
Directors Participation
Of the total Fundraise, the Company announces that certain of the Directors (and their associates) as set out below ("Subscribing Directors") have agreed to subscribe for an aggregate of 2,864,056 new Ordinary Shares at the Issue Price to raise approximately £0.315 million as summarised below:
|
Directors |
Existing number of Ordinary Shares* |
Number of New Shares* |
Total number of Ordinary Shares following the Subscription* |
Percentage of Enlarged Share Capital |
|
Sangita Shah |
53,966 |
454,545 |
508,511 |
0.87 |
|
David Bullen |
0 |
1,136,785 |
1,136,785 |
1.94 |
|
Clive Lovett |
0 |
454,545 |
454,545 |
0.77 |
|
Lee Venables |
0 |
454,545 |
454,545 |
0.77 |
|
Chris Webster |
705,482 |
363,636 |
1,069,118 |
1.82 |
|
Total |
759,448 |
2,864,056 |
3,623,504 |
6.17 |
* Total number of shares held and to be held by the Directors and their Persons Closely Associated ("PCAs").
Total Voting Rights
Following Admission on 20 November 2019, the issued share capital of the Company will consist of 58,721,845 Ordinary Shares, with one voting right each. The Company does not hold any shares in treasury.
The above figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
David Bullen, Chief Executive Officer, said: "We would like to thank shareholders for their support. The funds raised will provide additional working capital to the Group and together with temporary amendments to the financial covenants in the existing debt facilities will provide us with additional time and flexibility to agree new debt facilities with rebased financial covenants, a process which may involve a further equity fundraising. The Board remains confident in the Group's prospects."
For further information, please contact:
|
Bilby plc: |
Tel: +44 (0)20 7796 4133 |
|
Sangita Shah, Non-Executive Chair |
(via Hudson Sandler) |
|
David Bullen, Chief Executive Officer |
|
|
|
|
|
Canaccord Genuity (Nominated Adviser and Joint Broker): |
Tel: +44 (0)20 7523 8000 |
|
Bobbie Hilliam |
|
|
Andrew Potts |
|
|
Georgina McCooke |
|
|
|
|
|
Sales: |
|
|
Jonathan Barr |
|
|
|
|
|
Stanford Capital Partners (Joint Broker): |
|
|
John Howes |
Tel: +44 (0) 203 815 8882 |
|
Bob Pountney |
Tel: +44 (0) 203 815 8883 |
|
|
|
|
Hudson Sandler (PR advisers) |
Tel: +44 (0) 20 7796 4133 |
|
Charlie Jack |
|
|
Bertie Berger |
|
|
|
|
The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulation (EU) No 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
The person responsible for arranging the release of this information is David Bullen, Chief Executive Officer of the Company.
Terms used but not defined in this announcement shall have the meanings given to such terms in the Announcement made earlier today.
Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Sangita Shah and PCAs |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Non-Executive Chairman |
||||
|
b) |
Initial notification /Amendment |
Initial |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Bilby Plc |
||||
|
b) |
LEI |
213800JDWVCVYWS87928 |
||||
|
4 |
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
|||||
|
a) |
Description of the financial instrument, type of instrument |
Ordinary Shares of 10 pence each |
||||
|
|
|
|||||
|
Identification code |
ISIN: GB00BV9GHQ09 |
|||||
|
|
|
|||||
|
b) |
Nature of the transaction |
Purchase of 454,545 Ordinary Shares |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d)
|
Aggregated information |
|
||||
|
|
|
|||||
|
- Aggregated volume - Price - Total
|
454,545 11p £50,000 |
|||||
|
e) |
Date of the transaction |
14 November 2019 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Clive Lovett |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Group Finance Director |
||||
|
b) |
Initial notification /Amendment |
Initial |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Bilby Plc |
||||
|
b) |
LEI |
213800JDWVCVYWS87928 |
||||
|
4
|
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
|||||
|
a) |
Description of the financial instrument, type of instrument |
Ordinary Shares of 10 pence each |
||||
|
|
|
|||||
|
Identification code |
ISIN: GB00BV9GHQ09 |
|||||
|
|
|
|||||
|
b) |
Nature of the transaction |
Purchase of 454,545 Ordinary Shares |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d)
|
Aggregated information |
|
||||
|
|
|
|||||
|
- Aggregated volume - Price - Total
|
454,545 11p £50,000 |
|||||
|
e) |
Date of the transaction |
14 November 2019 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
David Bullen |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Chief Executive Officer |
||||
|
b) |
Initial notification /Amendment |
Initial |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Bilby Plc |
||||
|
b) |
LEI |
213800JDWVCVYWS87928 |
||||
|
4
|
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
|||||
|
a) |
Description of the financial instrument, type of instrument |
Ordinary Shares of 10 pence each |
||||
|
|
|
|||||
|
Identification code |
ISIN: GB00BV9GHQ09 |
|||||
|
|
|
|||||
|
b) |
Nature of the transaction |
Purchase of 1,136,783 Ordinary Shares |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d)
|
Aggregated information |
|
||||
|
|
|
|||||
|
- Aggregated volume - Price - Total
|
1,136,785 11p £125,046 |
|||||
|
e) |
Date of the transaction |
14 November 2019 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Lee Venables and PCAs |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Chief Operating Officer |
||||
|
b) |
Initial notification /Amendment |
Initial |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Bilby Plc |
||||
|
b) |
LEI |
213800JDWVCVYWS87928 |
||||
|
4
|
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
|||||
|
a) |
Description of the financial instrument, type of instrument |
Ordinary Shares of 10 pence each |
||||
|
|
|
|||||
|
Identification code |
ISIN: GB00BV9GHQ09 |
|||||
|
|
|
|||||
|
b) |
Nature of the transaction |
Purchase of 454,545 Ordinary Shares |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d)
|
Aggregated information |
|
||||
|
|
|
|||||
|
- Aggregated volume - Price - Total
|
454,545 11p £50,000 |
|||||
|
e) |
Date of the transaction |
14 November 2019 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
||||
|
1 |
Details of the person discharging managerial responsibilities / person closely associated |
|||||
|
a) |
Name |
Chris Webster and PCAs |
||||
|
2 |
Reason for the notification |
|||||
|
a) |
Position/status |
Executive Director |
||||
|
b) |
Initial notification /Amendment |
Initial |
||||
|
3 |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Bilby Plc |
||||
|
b) |
LEI |
213800JDWVCVYWS87928 |
||||
|
4
|
Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted |
|||||
|
a) |
Description of the financial instrument, type of instrument |
Ordinary Shares of 10 pence each |
||||
|
|
|
|||||
|
Identification code |
ISIN: GB00BV9GHQ09 |
|||||
|
|
|
|||||
|
b) |
Nature of the transaction |
Purchase of 363,636 Ordinary Shares |
||||
|
c) |
Price(s) and volume(s) |
|
||||
|
d)
|
Aggregated information |
|
||||
|
|
|
|||||
|
- Aggregated volume - Price - Total
|
363,636 11p £40,000 |
|||||
|
e) |
Date of the transaction |
14 November 2019 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
||||